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IFCI Ltd.

BSE: 500106 Sector: Financials
NSE: IFCI ISIN Code: INE039A01010
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VOLUME 443259
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OPEN 24.30
CLOSE 24.20
VOLUME 443259
52-Week high 33.40
52-Week low 20.60
P/E
Mkt Cap.(Rs cr) 3,956
Buy Price 0.00
Buy Qty 0.00
Sell Price 23.80
Sell Qty 14000.00

IFCI Ltd. (IFCI) - Director Report

Company director report

To the Members

The Board of Directors of your Company has the pleasure of presenting the Twenty ThirdAnnual Report of IFCI Limited together with the Audited Financial Statements for the yearended March 31 2016.

FINANCIAL SUMMARY OR HIGHLIGHTS AND STATE OF COMPANY’S AFFAIRS

(Rs crore)
Sl. No. PARTICULARS FY FY
2015-16 2014-15
(Regrouped)
1. Operational Income 3819 3249
2. Total Income 4007 3346
3. Cost of Borrowings 2517 2102
4. Staff Cost/Other Expenditure 137 102
5. Depreciation 14 (10)
6. Total Expenditure 2669 2194
7. Profit Before Provisions/write-off 1338 1152
8. Provision for Bad & Doubtful Assets and Others (Net of Write off) 895 434
9. Profit Before Tax 443 718
10. Tax Expense 106 196
11. Profit After Tax 337 522
12. Surplus Brought forward from Previous year 1923 1845
13. Appropriations :
Reserve u/s 451C of RBI Act 104
Special Reserve u/s 36(1)(viii) of the 55 15
Income Tax Act
Debenture Redemption Reserve 76 19
Expenditure on Corporate Social 7 8
Responsibility activities
WDV of the assets with no useful life 2
Dividend on Equity Shares (incl. tax) 198 296
Dividend on Preference Shares (incl. Tax) 0* 0*
14. Balance carried to Balance Sheet 1924 1923

*0.31 crore.

Operational income for FY 2016 was higher than that of FY 2015 by 17.52% due toincrease in interest income despite the impact of

Rs 351 crore due to reversal of interest income on account of fresh Non-PerformingAssets (NPAs) (Rs 285 crore) and interest funding in respect of restructured assets (Rs 66crore). The operational income included income of Rs 233 crore from NPAs as against Rs 249crore in FY 2015. However income from other financial services was higher at Rs 379 crorevis-a-vis Rs 353 crore in FY 2015 mainly due to higher profit on sale of shares/debenturesat Rs 280 crore in FY 2016 as against Rs 269 crore in FY 2015. Other income at Rs 188crore was higher by 94.0% than Rs 97 crore in FY 2015 the increase primarily being due toprofit of Rs 101 crore on sale of non-core real estate assets during the current year.

The cost of borrowing for FY 2016 at Rs 2517 crore was higher by 19.71% than Rs 2102crore for FY 2015 primarily due to higher borrowing required for growth in business. Thecarrying cost of funds however reduced to 9.3% as at March 31 2016 from 9.6% as at March31 2015 on account of reduction in general rates of interest. During the year the netincrease in total borrowings was Rs 1980 crore compared to Rs 5010 crore during FY2015.

The overhead expense towards employee benefits and establishment cost (excludingdepreciation) for FY 2016 at Rs 137 crore was higher by 35.0% than Rs 102 crore for FY2015. This was mainly due to increase in employee benefit expenses on account ofprovision for pay revision and new recruitments. However overall the ratio of overheadexpenses (excl. depreciation) to total income was reasonable though increased to 3.4% forthe year ended March 31 2016 from 3.0% for the year ended March 31 2015.

DIVIDEND

Your Directors have declared the dividend of Re. 1/- per equity share i.e. 10% of theface value of Rs 10/- each paid as interim dividend for the financial year 2015-16 asfinal dividend subject to the approval of the shareholders at the ensuing Annual GeneralMeeting. Your Company also paid dividend of Rs 0.31 crore on preference shares.

CHANGE IN NATURE OF BUSINESS AND MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIALPOSITION BETWEEN THE END OF THE FINANCIAL YEAR AND REPORTING DATE

There has been no change in the business of the Company during the reporting period.Further there have been no material changes and commitments which affect the financialposition between the end of financial year and date of Board’s Report.

OWNERSHIP/CAPITAL STRUCTURE/CHANGE IN SECURITIES

There was no change in the ownership of the Government of India in your Company duringthe FY 2015-16 and it continued to hold 55.53% equity stake in IFCI as on March 31 2016.However during FY 2015-16 Government of India acquired 6 crore Preference Shares of Rs10/- each of the Company from certain Scheduled Commercial Banks and consequentlyincreased its holding from 47.93% to 51.04% of the paid-up Share Capital of the Company.Consequently the Company became a Government Company in terms of Section 2(45) of theCompanies Act 2013 w.e.f. April 7 2015. There has been no change in the capitalstructure of the Company. The change in the debt structure of the Company is as under:

Total Number of Securities at the beginning of the year Issued during the year Redemption made during the year Total Number of Securities at the end of the year
4221414345 152902 4221261443

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) APPOINTED OR RESIGNED DURINGTHE YEAR.

Since the last Board Report there has been one change in the Board Composition of theCompany. The Government of India has withdrawn the nomination of Shri Rajesh Aggarwal(DIN: 03566931) and has nominated Shri Anshuman Sharma (DIN: 07555065) on the Board of theCompany. Apart from the above there has been no change in the Board Composition or in theKey Managerial Personnel during the year.

DIRECTOR LIABLE TO RETIRE BY ROTATION

Prof N Balakrishnan (DIN: 00181842) will retire by rotation at the conclusion of theforthcoming Annual General Meeting and being eligible has offered himself forre-appointment.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

The details of the Meetings of the Board of Directors forms part of the CorporateGovernance Report appearing separately in the Annual Report.

COMPOSITION OF AUDIT COMMITTEE

Your Company has in place Audit Committee of Directors in compliance with theprovisions of the Listing Agreement/SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 (Listing Regulations) wherever applicable and Companies Act 2013. Thedetails of Composition forms part of the Corporate Governance Report appearing separatelyin the Annual Report. Your Directors would further like to inform that there has been nomatter where the Board has not accepted recommendations of the Audit Committee.

DISCLOSURE OF NOMINATION AND REMUNERATION POLICY

Pursuant to the provisions of the Companies Act 2013 and Listing Agreement/ListingRegulations wherever applicable the Company has put in place a Nomination as well as aRemuneration Policy. Vide Notification No. F. No. 1/2/2014-CL.V dated June 5 2015 incase of Government Companies Section 134(3)(e) of the Companies Act 2013 shall not apply.Accordingly the requisite Policy has not been made part of Boards’ Report.

DISCLOSURE ON RELATED PARTY TRANSACTIONS

Disclosure on Related Party Transactions during FY 2015-16 in the prescribed Form AOC-2is provided in Annexure I.

POLICY ON DEALING WITH RELATED PARTY TRANSACTIONS

A. Approvals I. Approval by Audit Committee

1. All Related Party Transactions (RPTs) (including any subsequent modificationsthereof) shall require prior approval of the Audit Committee of Directors.

2. The Audit Committee of Directors may grant omnibus approval for the RPTsproposed to be entered into by the Company subject to the following conditions: a. TheAudit Committee shall lay down the criteria for granting the omnibus approval in line withthe policy on Related Party Transactions of IFCI and such approval shall be applicable inrespect of transactions which are repetitive in nature.

b. The Audit Committee shall satisfy itself the need for such omnibus approval and thatsuch approval is in the interest of IFCI.

c. Such omnibus approval shall specify: i. The name(s) of the Related Party nature oftransaction period of transaction maximum amount of transaction that can be enteredinto.

ii. The indicative base price/current contracted price and the formula for variation inthe price if any and iii. Such other conditions as the Audit Committee may deem fit.

Provided that where the need for related party transaction cannot be foreseen andaforesaid details are not available Audit Committee may grant omnibus approval for suchtransactions subject to their value not exceeding rupees one crore per transaction.

d. Audit Committee shall review on a quarterly basis the details of RPTs entered intoby IFCI pursuant to each of the omnibus approval given.

e. Such omnibus approvals shall be valid for a period not exceeding one year and shallrequire fresh approvals after the expiry of one year.

Explanation: All entities falling under the definition of related parties shallabstain from voting irrespective of whether the entity is a party to the particulartransaction or not.

II. Approval by Board of Directors

Except with the consent of the Board of Directors given by a resolution at a meetingof the Board IFCI shall not enter into any contract or arrangement with a relatedparty with respect to:

(a) Sale purchase or supply of any goods or materials;

(b) Selling or otherwise disposing of or buying property of any kind;

(c) Leasing of property of any kind;

(d) Availing or rendering of any services;

(e) Appointment of any agent for purchase or sale of goods materials services orproperty;

(f) Such related party’s appointment to any office or place of profit in thecompany its subsidiary company or associate company; and

(g) Underwriting the subscription of any securities or derivatives thereof of thecompany:

Provided that nothing of the above shall apply to any transactions entered into byIFCI in its ordinary course of business other than transactions which are not on anarm’s length basis.

Explanation:

The expression "office or place of profit" means any office or place:Where such office or place is held by a director if the director holding it receives fromIFCI anything by way of remuneration over and above the remuneration to which he isentitled as director by way of salary fee commission perquisites any rent-freeaccommodation or otherwise;

Where such office or place is held by an individual other than a director or by anyfirm private company or other body corporate if the individual firm private company orbody corporate holding it receives from IFCI anything by way of remuneration salary feecommission perquisites any rent-free accommodation or otherwise;

The expression "arm’s length transaction" means a transactionbetween two related parties that is conducted as if they were unrelated so that there isno conflict of interest.

III. Approval by Shareholders

1. Except with the prior approval of the company by a special/ ordinary resolution asmay be specified under the Companies Act 2013 or the Regulations IFCI shall not enterinto a transaction(s) where the transaction(s) to be entered into:

(a) as contracts or arrangements with respect to clauses (a) to (e) of sub-section (1)of section 188 of the Companies Act 2013 with criteria as mentioned below:

(i) Sale purchase or supply of any goods or materials directly or through appointmentof agent exceeding

10% of the turnover of the company or Rs 100 crore whichever is lower as mentioned inclause (a) and clause (e) respectively of sub-section (1) of section 188;

(ii) Selling or otherwise disposing of or buying property of any kind directly orthrough appointment of agent exceeding 10% of net worth of the company or Rs 100 crorewhichever is lower as mentioned in clause (b) and clause (e) respectively of sub-section(1) of section 188;

(iii) leasing of property of any kind exceeding 10% of the net worth of the company or10% of turnover of the company or Rs 100 crore whichever is lower as mentioned in clause(c) of sub-section (1) of section 188;

(iv) availing or rendering of any services directly or through appointment of agentexceeding 10% of the turnover of the company or Rs 50 crore whichever is lower asmentioned in clause (d) and clause (e) respectively of sub-section (1) of section 188:

Explanation: It is hereby clarified that the limits specified in sub-clauses (i)to (iv) as above shall apply for transaction or transactions to be entered into eitherindividually or taken together with the previous transactions during a financial year.

(b) Is for appointment to any office or place of profit in the Company its subsidiarycompany or associate company at a monthly remuneration exceeding Rs 2.5 lakh as mentionedin clause (f) of subsection (1) of section 188; or

(c) Is for remuneration for underwriting the subscription of any securities orderivatives thereof of the company exceeding 1% of the net worth as mentioned in clause(g) of sub-section (1) of section 188.

Explanation:

(1) The Turnover or Net Worth referred in the above sub-rules shall be computed on thebasis of the Audited Financial Statement of the preceding financial year.

(2) In case of a wholly owned subsidiary the special resolution passed by the IFCIshall be sufficient for the purpose of entering into the transactions between the whollyowned subsidiary and IFCI.

2. All the related parties shall abstain from voting on such resolutions.

3. No Member of IFCI shall vote on such Special/Ordinary Resolution (as the case maybe) to approve any contract or arrangement which may be entered into by the Company ifsuch member is a related party.

Proviso:

The above clauses II and III w.r.t. the Approval of Board and Shareholder’srespectively will not be applicable in the following cases:

1. Transactions entered into between 2 Government Companies.

2. Transactions entered into between a holding company and its wholly owned subsidiarywhose accounts are consolidated with such holding company and placed before theshareholders at the general meeting for approval.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of the Companies Act 2013 the extract of the Annual Returnin the prescribed format of Form MGT – 9 is at

Annexure – II.

CORPORATE SOCIAL RESPONSIBILITY

The Disclosure of contents of Corporate Social Responsibility Policy in theBoard’s Report pursuant to the provisions of Companies (Corporate SocialResponsibility Policy) Rules 2014 is at Annexure – III.

PARTICULARS OF EMPLOYEES AND REMUNERATION – PURSUANT TO RULE V OF COMPANIES(APPOINTMENT AND REMUNERATION) RULES 2014.

The requisite details envisaged under the provisions of Rule V of Companies(Appointment and Remuneration) Rules 2014 are annexed with this report at Annexure– IV.

EMPLOYEE STOCK OPTION DETAILS

The requisite details pursuant to the provisions of SEBI (Share Based EmployeeBenefits) Regulations 2014 and pursuant to the provisions of Rule 12 (9) of the Companies(Share Capital and Debentures) Rules 2014 are at Annexure – V. Though theESOP Scheme has been discontinued the disclosures are made in term of the aboveGuidelines.

PERFORMANCE EVALUATION

The performance evaluation of the Board its Committees and individual Directors wasconducted. The same was based on feedback from all the Directors on the Board as a wholeCommittees and individual evaluation as per the Nomination and Remuneration Policy. Basedon the feedback the performance was evaluated in the Meetings of the Nomination andRemuneration Committee (NRC) Independent Directors and the Board in terms of theprovisions of Companies Act 2013 Listing Agreement/Listing Regulations. After thePerformance Evaluation was made as aforesaid a Report in this regard was also sent to theDepartment of Financial Services Ministry of Finance being the AdministrativeDepartment/Ministry for your Company.

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION ANDREDRESSAL) ACT 2013

An Internal Complaints Committee has been formed and the details of the Members of thesaid Committee at IFCI are as under:

1. Ms Parul Khosla – External Member

2. Ms Pooja S. Mahajan – General Manager (Human Resources)

3. Ms Rupa Sarkar – General Manager

4. Ms Pooja Tiku – Deputy General Manager (Legal)

5. Mr Ravish Jain – Assistant General Manager

In the absence of any of the aforesaid Members Ms Sara Najmi Assistant GeneralManager (Legal) would be the alternate Member.

DISCLOSURE ON LOAN GUARANTEES OR INVESTMENT UNDER SECTION 186 OF THE COMPANIES ACT2013.

Companies in the capacity of being a Non-Banking Financial Company therefore theprovisions of Section 186 [except for sub-section (1)] of the Companies Act 2013 are notapplicable to the Company.

RISK MANAGEMENT POLICY

Disclosure indicating development and implementation of a Risk Management Policy isprovided in the Management Discussion and Analysis Report forming part of this Report.

PUBLIC DEPOSITS

Your company did not raise any public deposit during the year. There was no publicdeposit outstanding as at the beginning or end of the year ended on March 31 2016.

DISCLOSURE ON RECEIPT OF COMMISSION BY A DIRECTOR FROM SUBSIDIARY COMPANY

No Director of the Company including the CEO & MD and DMD was paid any commissionduring the FY 2015-16 from any of the subsidiaries of your Company on whose Boards theywere Directors as nominees of your Company.

DISCLOSURE OF SIGNIFICANT OR MATERIAL ORDERS PASSED BY REGULATORS OR COURT IMPACTINGTHE GOING CONCERN STATUS OF THE COMPANY

There has been no order passed by any Regulator or Court impacting the going concernstatus of the Company and Company’s operations.

VIGILANCE

During 2015-16 IFCI finalised and implemented its Vigilance Policy & Manual withthe approval of the Board of Directors. The manual’s contents include the policy andprocedures for the vigilance actions Work Flow Chart Disciplinary Action procedures andPenalties and Appeals procedures. The manual will be continuously reviewed andmodifications/additions will be made as and when considered necessary by the managementwith the Board’s approval. The implementation of this manual has streamlinedvigilance activities in IFCI and provided clarity on several issues for smooth conduct ofinquiries and disciplinary proceedings. As IFCI became a Government Company in April 2015and the implementation of CVC guidelines in all earnestness was of paramount importancethe adoption of Vigilance Manual was a crucial step in this direction.

IFCI has also adopted the policy of entering into Integrity Pact with suppliers andcontractors with the approval of the Board of Directors. The e-Procurement and e-Auctionroutes have been made mandatory above certain cut off limits.

The Vigilance Department has been strengthened with the induction of an official of theposition of Deputy General Manager to assist the Chief Vigilance Officer.

During the year one complaint under the Protected Disclosure scheme was received andis under investigation.

PERFORMANCE OF SUBSIDIARIES AND ASSOCIATES PROMOTED BY IFCI

Subsidiaries

Stock Holding Corporation of India Ltd (SHCIL)

SHCIL a subsidiary of your Company with equity shareholding of 52.86% was promotedby the public financial institutions and incorporated as a public limited company on July28 1986. SHCIL one of the largest Depository Participants besides being thecountry’s largest premier Custodian in terms of assets under custody provides posttrading and custodial services to institutional investors mutual funds banks insurancecompanies etc. SHCIL acts as a Central Record Keeping Agency (CRA) for collection ofstamp duty in 17 States and Union Territories on pan India basis. SHCIL is one of thelargest Professional Clearing Member of the country. SHCIL distributes Fixed DepositsBonds & NCDs of reputed Institutions & Corporates Mutual Fund Schemes InitialPublic Offers (IPO’s) and National Pension System (NPS) etc. SHCIL has its registeredoffice at Mumbai a world class main operations office at Navi Mumbai and operates throughits 188 retail branches all over India. SHCIL has been profit making and dividend payingcompany right from its inception.

SHCIL bagged the prestigious NSDL Star performer award continuously for 2014 and 2015for top performer highest asset value and top performer in active accounts. In custodialsegment during the year SHCIL had added several new relationships/mandates includingForeign Portfolio Investment (FPI) clients under SEBI FPI Regulations 2014. SHCIL hastied up with a large number of Corporates to roll out NPS Corporate model for theemployees of the Corporates. SHCIL has presence in 17 States/Union Territories fore-stamping. During the year SHCIL signed agreement for e-court fee with the state ofUttar Pradesh and State of Chhattisgarh. SHCIL also signed e-registration agreement withGovernment of Punjab.

SHCIL has two wholly owned subsidiaries viz. (i) SHCIL Services Ltd (SSL) and (ii)Stock Holding Document Management Services Limited (StockHolding DMS) (erstwhile SHCILProjects Ltd); SSL the broking arm of SHCIL is providing stock broking services toretail and institutional clients across the country. SSL offers services in Cash & F& O segment of BSE & NSE. StockHolding DMS is a Microsoft Gold certified partnerfor all its products and services and is ISO 9001:2008 and CMMI Level-3 certified company.StockHolding DMS provides End to End Document Management Solutions.

IFCI Infrastructure Development Ltd (IIDL)

IIDL was set up as a wholly owned subsidiary of your Company in the year 2007 toventure into the real estate and infrastructure sector. Being a subsidiary of IFCI Ltd aGovernment of India Undertaking IIDL has ventured into the Infrastructure Sector as apublic sector institutional player. IIDL is committed to the principles of transparencyprofessionalism and integrity with clients’ aspirations and interests being thedriving force. The company since its inception has developed projects all over India.IIDL has one wholly owned subsidiary viz. IIDL Realtors Ltd having rental income.

Suits’ a state of the art Serviced Apartments in New Delhi being managed byFraser Hospitality Pte Ltd Singapore; a Financial City near the Bengaluru InternationalAirport over an area of 50 acres occupied by various banks and financial institutions.IIDL has also been allotted another 15 acres of land in Bengaluru Hardware Park near theFinancial City for establishing ‘Supporting Infrastructure for Financial City’.

As the Project Management Consultant IIDL has successfully developed the campus of"Management Development Institute" at Murshidabad West Bengal on Turnkeybasis. The Project was inaugurated on August 24 2014 by Hon’ President of India Sh.Pranab Mukherjee in the presence of Finance Minister Sh. Arun Jaitley. On the residentialfront "21st Milestone Residency" at Ghaziabad Uttar Pradesh offers450000 sq ft of living space spread over 4.0 acres of land and "IIDL Aerie"located at prime residential area of Panampilly Nagar Kochi Kerala. The project offershigh end living space of around 150000 sq.ft with all modern amenities. Two moreresidential-cum-commercial projects are at the drawing board stage in the prime localitiesof Kolkata and Guwahati.

In addition to being developer IIDL has also executed various projects as ProjectManagement Consultants like an office complex of your Company at Bengaluru and Ahmedabadand Interior works including furnishing civil and electrical works for the branches of"Bhartiya Mahila Bank" at New Delhi Ahmedabad Guwahati Kolkata Bangalore andChennai.

With the focus on renewable energy of GoI IIDL also has ventured into Solar and greenenergy footprint. IIDL is also exploring assignments on Engineering Consultancy toincrease its revenue and improve profitability.

IFCI Venture Capital Funds Ltd (IFCI Venture)

IFCI Venture was set-up in 1975 by your Company with the objective to broadenentrepreneurship base in India by providing risk capital mainly to first generationentrepreneurs under "Risk Capital Scheme". In 1988 IFCI Venture launched"Technology Finance & Development Scheme" to provide financial assistancefor setting up projects aimed at commercialization of indigenous technologies. In 1991IFCI Venture took up management of a Venture Capital Fund named VECAUS-III floated bySUUTI and IFCI to promote varied projects across industrial sectors of Indian geography.The VECAUS-III fund was closed in the year 2012 through sale of the remaining portfolio.In the year 2008 IFCI Venture undertook management of 3 new PE/VC funds viz. IndiaAutomotive Component Manufacturers Private Equity Fund-1-Domestic (IACM-1-D) Green IndiaVenture Fund (GIVF) and India Enterprise Development Fund (IEDF) with an aggregate corpusof Rs 508 crore where investments have been made in 29 companies. All the three fundsfocused on investments in mid-sized companies involved in setting up niche business modelsin respective industry sectors with prospects of scalability. These funds were fullyinvested by 2011 and are currently under exit mode.

In the year 2014-15 IFCI Venture initiated setting-up of another three funds viz.

(a) Venture Capital Fund for Scheduled Castes (VCF-SC) – a Government of Indiainitiative to promote entrepreneurship amongst Scheduled Castes entrepreneurs in India.The corpus of the fund is Rs 250 crore with Government of India contribution of Rs 200crore and commitment of Rs 50 crore by your Company. After registration with SEBI and itslaunch on January 16 2015 till date 40 proposals aggregating to Rs 150.45 crore havebeen sanctioned and Rs 70.15 crore have been disbursed till March 31 2016.

(b) Green India Venture Fund – II (GIVF-II)

(c) Small and Medium Enterprises Advantage Fund (SMEAF)

For both the above two funds viz. GIVF-II & SMEAF SEBI approval has been receivedand your Company has committed Rs 50 crore in each Fund. IFCI Venture is expected to startoperations under these two new funds during F Y 2016-17.

IFCI Venture is also registered with RBI as an NBFC and provides secured CorporateLoans to profit making mid-market companies in the range of Rs 5-25 crore with security ofshares of listed companies and/or mortgage of property. The Company has a well-definedcredit policy for sanction of loans.

As on date IFCI holds 98.59% equity shareholding in IFCI Venture.

IFCI Financial Services Ltd (IFIN)

IFIN was set up in 1995 by IFCI Ltd to provide a wide range of financial products andservices to institutional and retail clients. IFIN is primarily involved in the businessof Stock Broking Currency Trading Depository Participant Services Merchant andInvestment Banking Insurance (Corporate agent for both life and General Insurance)Mutual Fund Products Distribution and Corporate Advisory Services. IFIN has threewholly-owned subsidiaries namely IFIN Securities Finance Ltd IFIN Commodities Ltd andIFIN Credit Ltd. IFIN Securities Finance Ltd an NBFC is primarily engaged in thebusiness of margin funding providing loan against shares & property promoter fundingetc. IFIN Commodities Ltd a registered member of the Multi Commodity Exchange of IndiaLtd (MCX) National Commodity and Derivatives Exchange Ltd (NCDEX) and National SpotExchange Limited (NSEL) is primarily engaged in the business of providing Commoditymarket related transaction services. IFIN Credit Ltd is not engaged in any major businessactivity. The Company is in the process of getting merged with IFIN Commodities Limited.As on date IFCI holds 94.78% equity shareholding in IFIN.

IFCI Factors Ltd (IFL)

The FY 2015-16 has been a tough year for the Company witnessing a reduction in incomecoupled with fresh slippages culminating in net losses. Overall the banking andfinancial sector has been badly hit amidst the challenging macro-economic environment andthe factoring companies have been affected more due to unsecured nature of factoringservices.

The Government has taken notable steps to address the economic slowdown. During theyear the Company has joined Credit Guarantee Fund Scheme for Factoring (CGFF) having acorpus of

Rs 500 crore introduced by Ministry of Finance to facilitate factoring transactionsfor MSMEs. The scheme has the advantage of motivating the companies to increase theirlending to MSMEs against factored debts by partially sharing their risk and thereby toincrease in actual availability of credit to MSMEs.

There is another scheme of Trade Receivables Discounting System (TReDS) designed bythe RBI that focuses on setting up and operating the institutional mechanism forfacilitating the financing of trade receivables of MSMEs from corporate and other buyersincluding Govt. Departments and PSUs through multiple financiers.

The TReDS will provide the platform to bring these participants together forfacilitating uploading accepting discounting trading and settlement of theinvoices/bills. Further in view of passing of Banking & Insolvency Bill 2016 thecompany foresees strengthening of recovery mechanism and reduction in NPAs.

As on date IFCI holds 99.74% equity shareholding in IFL.

MPCON Ltd

MPCON Ltd is a professionally managed Technical Consultancy Organization promoted byyour Company established in 1979. It is a premier consulting organization having base inCentral India providing quality consulting services. During FY 2015-16 it consolidatedits project consultancy business and also enhanced its presence in the training andcapacity building spheres. It has bagged skilling projects in 13 states of the countryincluding Madhya Pradesh and Chhattisgarh from various Central Govt. undertakings and theMinistry of Rural Development Govt. of India. It is working with National SkillsDevelopment Corporation in Skilling Division. Apart from Training and Skill Developmentthe financial inclusion project has been expanded further to cover more areas in MadhyaPradesh. As on date IFCI holds 79.72% equity shareholding in MPCON.

Associates

Tourism Finance Corporation of India Ltd (TFCI)

TFCI a Public Financial Institution was incorporated on 27th January 1989pursuant to the recommendations of the National Committee on Tourism set up under theaegis of the Planning Commission Government of India. Your company along with otherAll-India Financial/Investment Institutions and Nationalised Banks promoted TFCI to caterto the financial needs of burgeoning tourism industry. Since its inception TFCI hasprovided high-quality research and consultancy services to the tourism industry in generaland to the investors in tourism industry in particular. It provides financial assistanceto enterprises for setting up and/or development of hotels resorts amusement parks andtourism-related projects facilities and services. It undertakes appraisal of individualprojects project studies and surveys for various State Government agencies/individualclients. As on date IFCI holds 37.58% equity shareholding in TFCI making it an AssociateCompany of IFCI.

HARDICON Ltd (HARDICON)

HARDICON was set up in 1985 by your Company as the lead institution jointly withICICI besides several Public Sector Banks and State Level Institutions viz. HFC HSIIDCand DFC of the two State Governments of Delhi & Haryana with the twin objectives offacilitating overall industrial development of the country by catering to the technicalconsultancy needs of the industry and promoting entrepreneurship. In the initial yearsthe focus of operations was confined in the States of Haryana and Delhi. Postliberalization HARDICON expanded its service base beyond Haryana and Delhi and nowundertakes nationwide assignments. Its broad spectrum of activities include Preparation ofTechno-Economic Feasibility Reports Project Appraisals Valuation of Assets BusinessValuation Skill & Entrepreneurship Development Training Market Research/ ImpactAssessment Studies Implementation of Corporate Social Responsibility (CSR) activities ofPSUs. Its portfolio of clients includes PSUs Banks Financial Institutions; ARC’slarge scale industrial sector enterprises as well as traditional SME sector clients. As ondate IFCI holds 45.50% equity shareholding in HARDICON making it an Associate Company ofIFCI.

Himachal Consultancy Organization Ltd (HIMCON)

HIMCON was promoted in 1977 by your Company as the lead institution along with otherFIs such as IDBI ICICI Ltd in collaboration with Nationalised Banks and state levelCorporations and Institutions. HIMCON is a multi-functional and multi- disciplinaryorganization offering a wide range of services to the industrial and infrastructuredevelopment and to a wider spectrum of clientele including those outside the state ofHimachal Pradesh. The major thrust areas of HIMCON’s service base include EvaluationStudies Project Appraisals Compilation of Project Reports Compilation ofPre-Feasibility /Feasibility Reports TEVs Services under SARFA&ESI Act 2002Preparations of comprehensive development plans of the area act as Project MonitoringConsultants and Conducting EDPs & Skill Development Training Programmes and AwarenessProgrammes. As on date IFCI holds 49.00% equity shareholding in HIMCON making it anAssociate Company of IFCI.

During the FY 2015-16 HIMCON diversified its activities by undertaking new projects.These new projects include (i) Consultancy Services to HPSIDC for overall planning of theinfrastructure for establishment of State –of-the Art Industrial area at Pandoga andKandrauri (HP) under the MIIUS of Govt. of India (ii) Construction of 4 godowns forHimachal Pradesh State Civil Supplies Corporation Ltd (HPSCSC Ltd) (iii) Preparation ofDetailed project Reports (DPRs) and comprehensive Planning for Installation and executionof Bio Digester based sewerage treatment Plants (iv) Village adoption for ComprehensiveDevelopment with intensive use of non-conventional energy (Solar Energy) in PanchyatBijhari Block in Distt. Hamirpur (HP) seeking financial support of IFCI Social Foundationunder CSR Initiative of IFCI limited.

North India Technical Consultancy Organisation Ltd (NITCON)

NITCON setup in 1984 by your Company as the lead institution jointly with IDBIICICI State Level Corporations (PFC PSIDC PSIEC CITCO) and Public Sector CommercialBanks to render cost effective professional consultancy services to units insmall/medium/large-medium scale industries/Entrepreneurs/Institutions/Government andGovernment Agencies. NITCON has been an all time associate of the SME movement. NITCON hasgained considerable expertise in undertaking detailed Techno-Economic Appraisals/TEFRs ofinvestment proposals envisaging green field projects as also of expansion modernizationdiversification proposals. NITCON also takes up TEVS of existing industrial units forrevival/rehabilitation involving BIFR/CDR cases Energy Audits Advisory Assignments andpreparation of inventory and valuation of assets to help the institutions/banks invaluation of securities sale of assets and one time settlement (OTS). As on date IFCIholds 48.75% equity shareholding in NITCON making it an Associate Company of IFCI. NITCONhas over 3 decades of experience in promoting self-employment and wage employment throughEntrepreneurship Development Programmes (EDPs) as well as Skill Development Programmes(SDPs) having trained over 1 lac beneficiaries.

KITCO Ltd (KITCO)

KITCO (formerly Kerala Industrial and Technical Consultancy Organization Ltd)established in 1972 is one of the premier Engineering Management & Projectconsultancy firm in India promoted by your Company jointly with IDBI ICICI and otherState Level Institutions. Some of the key fields where KITCO is a prominent player areEnergy Studies Skill Certification and Placement services. The company providesprofessional technical consultancy services to Small and Medium Enterprise (SME). KITCO isthe only consultancy organization in the state having EIA accreditation. As part ofbusiness expansion a new branch office is started in New Delhi for liasioning withvarious Ministries/Central Government departments for taking up assignments all overIndia. As on date IFCI holds 20.26% equity shareholding in KITCO making it an AssociateCompany of IFCI. During the year under report KITCO has established a dedicatedTechnology Business Incubator (TBI) at Kochi and selected 10 startups for incubation.KITCO’s TBI has identified Agriculture and Food Processing Fisheries FashionTechnology Ayurveda Biotechnology Waste Management and ICT as thrust areas forpromoting startups.

Joint Venture

IFCI Sycamore Capital Advisors Pvt Ltd (ISCAPL)

The Company has 50% interest in one joint venture viz. ISCAPL incorporated in India inNovember 2011. The Company is under voluntary liquidation and Official liquidator has beenappointed. The investment of IFCI Ltd in ISCAPL as on March 31 2016 was Rs 0.01 crore inClass A Equity Shares and Rs 2.64 crore in Fully Convertible Debentures (FCDs) againstwhich adequate provision has been made considering the probability and quantum of share indistribution upon liquidation of the Company. Therefore the same has not been consideredfor the purpose of consolidation of financial statements. The FCDs have been fullyredeemed out of the liquidation proceeds in the first quarter of FY 2016-17.

Societies

INSTITUTE OF LEADERSHIP DEVELOPMENT (ILD)

ILD erstwhile Institute of Labour Development was established in 1992 by your Companyrecognizing the fact that alongside the management the workers have to be provided withopportunities and external facilities of training and development for meeting thecontinuous challenges of change. The name was rechristened as Institute of LeadershipDevelopment in the year 2008. ILD is working towards its mission to build capacities honeup and infuse leadership skills among all levels of human resources in all types oforganizations i.e. business and corporate entities Banks SMEs NGOs social actiongroups key developmental sectors like education health energy and environment and thewide sweep of the government sector.

ILD is also engaged in imparting skill development programmes for the unemployed youthsof the state of Rajasthan and giving them job placements with the CSR fund support fromdifferent organizations. ILD is also an empanelled agency with Rajasthan Skill andLivelihoods Development Corporation (RSLDC) Jaipur to carry out skill developmentprogrammes in the areas of Textile technology Fashion technology Hospitality etc.

ILD has entered into a MoU with the Government of Rajasthan to develop itself as a‘Centre of Eminence for Skill Development’ with the ultimate aim of becoming aSkills University once the Legislation is passed either through an ordinance by the StateGovernment or by the State Legislative Assembly.

MANAGEMENT DEVELOPMENT INSTITUTE (MDI)

As part of its development mandate IFCI has facilitated promotion of India’spremiere Business School viz. MDI. The Institute aims to inculcate professionalism inmanagement education and enhance the effectiveness of organizations through educationtraining and research.

MDI has the distinction of being the first internationally accredited Indian BusinessSchool having received international accreditation by AMBA in 2006. The long-termprogrammes of MDI have received global regional and national accreditations –accreditation of Association of MBAs (AMBA) London South Asian Regional Accreditation(SAQS) and National Board of Accreditation (NBA). MDI also has the distinction of beingthe only Indian B-school that has a community outreach programme the International SummerUniversity (ISU) wherein MDI has joined hands with nine Indian universities andinstitutions to form a network of learning. MDI is an autonomous and professionallymanaged Institution registered under the Societies’ Registration Act 1860.

RASHTRIYA GRAMIN VIKAS NIDHI (RGVN)

RGVN having its headquarters in Guwahati Assam was established in April 1990 as anautonomous non-profit organization registered under the Society’s Registration Actof 1860. Your Company being a founding promoter of RGVN provided the initial set-upsupport and with time the Industrial Development Bank of India (IDBI) the

National Bank for Agriculture and Rural Development (NABARD) and the Tata SocialWelfare Trust (TSWT) also became its promoters. RGVN is a national level multi-statedevelopment and support organization working in the states of Assam Arunachal PradeshMeghalaya Mizoram Nagaland Manipur Tripura Sikkim Odisha Jharkhand Bihar. Afterexpanding operations in the Northeast development activities of RGVN were also extendedto the poverty stricken pockets of Eastern Uttar Pradesh coastal Andhra Pradesh andChhattisgarh. RGVN’s core strength comes from its network of NGOs and Self HelpGroups which are capable of handling large development projects. One of its programmeshas been hived-off into an NBFC called RGVN (NE) MF Ltd which has also been shortlistedfor banking license by the RBI. Over the years RGVN has been able to groom and supportsmall Community based Organizations involved in a variety of livelihood enhancementprogrammes. Of late RGVN has been involved in implementing projects directly with fundingsupport from national and international organisation.

COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES JOINT VENTURES OR ASSOCIATECOMPANIES DURING THE YEAR

Consequent upon divestment of IFCI’s entire 49% equity shareholding in RajasthanConsultancy Organisation Ltd (RAJCON) RAJCON has ceased to be an Associate Company ofIFCI w.e.f. October 14 2015. Details on performance and financial position ofsubsidiaries associates and joint venture (s) during FY 2015-16 are provided in

Annexure VI. COMPLIANCE

During the Financial Year 2015-16 all returns/data/statements submitted by concerneddepartments as advised by RBI SEBI and other Regulating Authority have been submitted.

DOCUMENTS PLACED ON THE WEBSITE

Pursuant to the provisions of the Companies Act 2013 Listing Agreement/ListingRegulations the Company is required to place various Policies/Documents/Details on theWebsite of the Company. The Company has a functional website and all the requisiteinformation is being uploaded thereat.

CORPORATE GOVERNANCE

A detailed report on Corporate Governance as stipulated under Listing Agreement/ListingRegulations as the case may be is attached to the Annual Report. Certificate fromPracticing Company Secretary regarding compliance with the conditions of CorporateGovernance as stipulated in Listing Agreement/Listing Regulations as applicable and underGuidelines on Corporate Governance for Central Public Sector Enterprises 2010 has beenobtained and is annexed at the end of Corporate Governance Report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

Conservation of Energy – The Company’s operations do not involve anymanufacturing or processing activities. It is involved in providing financial assistanceto the industries therefore the Company requires normal consumption of electricity.Therefore the provisions of Section 134 (3) (m) of the Companies Act 2013 read with Rule8 (3) of Companies (Accounts) Rules 2014 are not applicable on the Company. Further theCompany is not an industry as listed in Schedule to Rule 2 of the Companies (Disclosure ofParticulars in the Report of Board of Directors) Rule 1988.

Technology Absorption: In constant endeavour to drive competitive advantage throughOperational Excellence your organization is taking proactive steps towards BusinessContinuity planning. With regard to the same the Data Centre and Disaster Recovery siteshave been upgraded as well as a Near Site for data back up has been established.

Your Company has adopted industry standard Network security policies and standards. Thetechnology of your company’s corporate website site has been upgraded and siteredesigned. This has resulted in ease in maintainability and content management. Furtherthe communication infrastructure has also been upgraded and connectivity establishedacross all regional offices.

Your Company is in the process of implementing Finacle SAS (ALM) CashTrea and MarketRisk. In an effort to streamline business operations steps are also underway towardsupgrading the IT infrastructure suitably. Your Company has also planned to have anintegrated customer service portal as a customer friendly service measure.

Foreign Exchange Earnings

The details in respect of foreign expenditure /earnings are as follows-

(Rs crore)
Particulars Year ended 31.03.2016 Year ended 31.03.2015
Expenditure in Foreign Currencies:
Interest on borrowings 3.82 4.45
Other matters 0.23 0.16
TOTAL 4.05 4.61
Earnings in Foreign Currency:
Earnings in Foreign Currency Nil Nil

QUALIFICATIONS RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE BY THE STATUTORYAUDITORS

There were no qualifications or reservations or adverse remarks made by the StatutoryAuditors for the standalone financial statements or consolidated financial statements.However the auditors have made following observations:

"Emphasis of Matters on standalone financial statements:

We draw attention to Note No. 28 of the standalone financial statements related tolitigations with the borrower. Pending adjudication of the matter by the HonourableSupreme Court in the opinion of the management no provision or adjustment is required inthe books of accounts. Our report is not modified in respect of this matter.

Emphasis of Matters on consolidated financial statements:

(a) The holding Company holds investment in eight companies to the extent of 20% ormore of their respective total share capital and accordingly these companies are theassociates of the holding company as per the Companies Act 2013. For the reasons statedin the Note No. 26.1 of the financial statement these associates have not beenconsolidated in the preparation of the consolidated financial statements of the group. Ourreport is not modified on the matter.

(b) We draw attention to Note No. 29 and 30 of the consolidated financial statementsrelated to litigation with the borrowers of the holding company and subsidiary companyrespectively. Pending adjudication of the matter by the Honourable Supreme Court in theopinion of the management no provision or adjustment is required in the books of accountsof the holding and subsidiary company. Our report is not modified in respect of thismatter."

QUALIFICATIONS RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE BY THE SECRETARIALAUDITOR

M/s Navneet K. Arora & Co. Company Secretaries was appointed as SecretarialAuditor of the Company for the Financial Year 2015-16. The Secretarial Auditor hasreported that the Company has in his opinion complied with the applicable provisions ofthe Companies Act 2013 and the Rules made thereunder as notified by Ministry of CorporateAffairs and the Memorandum and Articles of Association of the Company. The SecretarialAuditor also reported that during the period under review the Company has complied withthe provisions of the Reserve Bank of India Act read with applicable Non-Banking FinancialCompanies (Reserve Bank) Directions as amended till date except delay in filing ofe-returns in Form No(s) NBS-7 for the quarter ended 30th September 2015 andfor the quarter ended 31st December 2015. Also there was delay in filing ofNBFCs-ND-SI (both Provisional and Final) return for the quarter ended 31st December2015 and NBS-7 for the quarter ended 31st March 2016 was not filed withReserve Bank of India till date.

In this regard it is stated that the e-return NBS-7 was filed only after Board’sapproval of final accounts for the period. The Reserve Bank of India was informed of thesame who had not objected to the request of the company considering the facts. Thecompany being a listed entity the results which was part of NBS-7 return could not bedisclosed prior to disclosing it to the Stock Exchanges where the shares of the companywere listed.

The Secretarial Audit Report in the Form MR-3 is annexed at Annexure-VII.

DECLARATION BY INDEPENDENT DIRECTORS

Your Company has requisite number of Independent Directors on the Board. Pursuant tothe provisions of the Companies Act 2013 your Company has obtained Declaration ofIndependence from the Independent Directors under Section 149 of the Companies Act 2013.

INTERNAL FINANCIAL CONTROL

Your Company has in place an Internal Financial Control driven by the policies andprocedures adopted by the company for ensuring the orderly and efficient conduct of itsbusiness including adherence to company’s policies the safeguarding of its assetsthe prevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information. TheInternal Financial Control was evaluated by the Audit Committee of Directors during theyear under report. During the Financial Year 2015-16 your Company had appointed KPMG asadvisor & Partner for the comprehensive implementation of the Internal FinancialControl (IFC) Framework in accordance with Companies Act 2013 & Listing Regulations.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134 of the Companies Act 2013 with respectto Directors’ Responsibility Statement it is hereby confirmed:

(i) That in the preparation of the annual accounts the applicable accounting standardshad been followed along with proper explanation relating to material departures;

(ii) That the directors had selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the company at the end of thefinancial year and of the profit and loss of the company for that period;

(iii) That the directors had taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguardingthe assets of the company and for preventing and detecting fraud and other irregularities;

(iv) That the directors had prepared the annual accounts on a ‘going concernbasis’;

(v) That the directors have laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively and

(vi) The directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

AUDITORS

M/s. ASA & Associates LLP (DE1187) (Firm Reg. No. 009571N) and M/s K P M R &Associates (DE0637) (Firm Reg. No. 02504N) were appointed by the Comptroller & AuditorGeneral of India (CAG) as Joint Statutory Auditors of your Company for FY 2015-16. CAGshall also appoint Statutory Auditors for the year 2016-17.

DEPARTMENTS AT IFCI

(A) CREDIT I & II and Corporate Advisory Cell

IFCI has regional offices spread across 18 cities of India. In view of expansion ofbusiness and with a view to leveraging the credit expertise of erstwhile departments CAMIRand PDG it was decided to merge the activities of both these groups into two departmentsi.e. Credit-I and Credit-II Departments at Head Office to oversee and facilitate businessat IFCI’s regional offices across geographies. Credit-I oversees business at nineregional offices in the Western and Eastern Zones of India while Credit-II overseesbusiness at the other nine offices in the Northern and Southern Zones of the country.These departments are actively engaged in formulation of policy refinement of processesand improvement in practices of credit appraisal and are effectively and efficientlymonitoring the standard assets of IFCI. Corporate Advisory Cell at IFCI provides an entiregamut of financial advisory services to clients across different sectors of the economy.In the area of providing customized corporate advisory services your Company despitestiff competition and scarce opportunity during the year has provided consultancyassignments with respect to Due Diligence Project Appraisal Valuation FeasibilityStudy Public Issue Monitoring etc. to various private/public sector entities/banks andCentral/State Government(s). During the year your Company has also been empanelled withmany prestigious clients for various consultancy assignments.

(B) Sugar Development Fund

Your company has been acting as the nodal agency of the Government of India sinceinception of the Sugar Development Fund (SDF) for the purpose of disbursement follow-upand recovery of SDF loans sanctioned for modernization of sugar factories setting-up ofbagasse based cogeneration projects ethanol projects and cane development scheme.Cumulative sanctions and disbursements under SDF up to March 31 2016 stood at Rs 5919crore and Rs 4916 crore respectively. The agency commission booked in FY 2015-16 is Rs15.88 crore. In addition your Company also carries out financial appraisals of projectsfor availing SDF loans by sugar mills.

Your Company is in the process of making the SDF portal fully functional and same willbe utilized by SDF GoI and the beneficiary companies. It will make SDF operationsefficient with transparency.

(C) Scheduled Caste Guarantee Enhancement Fund aegis of Ministry of Social Justice& Empowerment Government of India has sponsored the "Credit EnhancementGuarantee Scheme for Scheduled Castes" under its social sector initiatives. Theobjective of the Scheme is to promote entrepreneurship amongst the Scheduled Castes byproviding Credit Enhancement Guarantee to Member Lending Institutions (MLIs) who shall beproviding financial assistance to these entrepreneurs. The Government of India hasinitially allocated a corpus of Rs 200 crore for the Scheme out of which the guaranteecover shall be extended to the Member Lending Institutions. IFCI Ltd has been designatedas the Nodal Agency under the Scheme to issue the guarantee cover in favour of MemberLending Institutions who shall be encouraged to finance Scheduled Caste entrepreneurs toboost entrepreneurship amongst the marginal strata of the Society. The Scheme has sincetaken off from the FY 2015-16 with registration of 30 Member Lending Institutions underit. In the FY 2015-16 loans aggregating to Rs 22.18 crore have been sanctioned by some ofthe Member Lending Institutions against which the total guarantee cover of Rs 11.50 crorehas been provided by IFCI. Your company is making all out efforts to promote this Schemethrough wide publicity by conducting seminars conferences and awareness programmes inco-ordination with various Chapters of Dalit Chambers of Commerce (DICCI) and attendingState Level Bankers Committee (SLBC) meetings.

(D) Human Resources

Your company has continued to lay focus on enhancement in productivity of employees andtheir skill upgradation. Training was imparted to 168 employees by way of in-housetraining workshops 100 employees by external nominations and 5 employees were sent onforeign trainings. New recruits underwent induction training programme. IFCI has bagged agold award under Technology Excellence in the area of HR in the 5th HRGreentech Award 2015 organized by Greentech Foundation. The level of satisfaction amongemployees has improved which resulted into lower attrition rate as compared to previousyear.

(E) Information Technology and Communication

IT has emerged as an important medium for delivery of financial products and services.Information Technology (IT) enables sophisticated product development better marketinfrastructure implementation of reliable techniques for control of risks and helps thefinancial intermediaries to reach geographical distant and diversified markets. In thatdirection your Company has achieved many noteworthy developments related to IT sectorduring FY 2015-16.

In taking proactive steps towards Business Continuity planning the Data Centre andDisaster Recovery site has been upgraded as well as a near disaster recovery site has beenestablished. Your Company has adopted industry standard Network security policies andstandards. The technology of your company’s corporate website has been upgraded andsite has been redesigned to be more user friendly. The communication infrastructure hasalso been upgraded and connectivity established across all regional offices. Your Companyis also in the process of implementing Finacle SAS (ALM) CashTrea and Market Risk. In aneffort to streamline business operations the IT infrastructure is being suitablyupgraded. Your company has also planned to have an integrated customer service portal as apart of the above implementation.

(F) Legal

On the legal front your company has a full fledged qualified and experienced legalteam who carry out the legal due diligence for facilitation of sanctions and disbursementsand has ensured compliance with statutory requirements during the year. Further yourcompany was also able to defend successfully before various judicial forums in India inthe suits filed by or against it during the year 2015-16.

(G) Management of Non-Performing Assets

NPA management remained a focussed area for which your Company continued to takeaggressive approach through continuous monitoring by Committee of Executives and Committeeof Directors. Strategies adopted for recovery of NPAs included hard measures like sale ofmortgaged assets through SRFA&ESI Act 2002 prompt sale of shares pledged by thepromoters attachment of properties of borrowers/ guarantors filing of criminal complaintagainst borrower arrest of borrower(s)/guarantor(s) and other legal measures like filingof recovery application before Debt Recovery Tribunals complaints under NegotiableInstruments Act etc. Wherever possible One Time Settlements (OTS) were entered into orloans were assigned to Asset Reconstruction Companies to realize blocked funds in NPAs. Inrespect of sick but viable NPAs measure were taken through Joint Lending Forums (JLFs)for revival of such cases for possible upgradation in future. Through all these measuresyour Company was considerably successful on NPA recovery front as reflected in the tablebelow: (Rs crore)

Sl. No. Resolution Strategy Amount
1. Sale of mortgaged Assets/Sale of pledged Shares 339.20
2. Sale/Assignment of NPA Accounts 571.00
3. One Time Settlement (OTS) 7.28
TOTAL 917.48

The aggressive efforts would continue with an objective to reduce NPAs in the years tocome.

(H) Right to Information

2013 onwards following the applicability of the RTI Act to IFCI and it has beenproviding information to the applicants as per the provisions of the RTI Act. The relevantinformation as per the RTI Act has been posted on IFCI’s website (www.ifciltd.com).IFCI has appointed Central Public Information Officer (CPIO)

& First Appellate Authority at its Head Office at New Delhi and Central AssistantPublic Information Officers (CAPIO) at its regional offices in other parts of the countryfor providing information to the applicants under the RTI Act.

During the year IFCI received 114 applications and 40 appeals seeking informationunder RTI Act which were replied to as per the provisions of the RTI Act within thestipulated time.

(I) Promotion of Rajbhasha

During the year your Company continued its efforts to promote the use of Hindi in itsofficial work. With a view to motivating and encouraging the officers to use Hindi inofficial work Hindi workshops and competitions were organized at Head Office as well asother offices of the company. IFCI officers bagged prizes in various Hindi Competitionsorganized by Town Official Language Implementation Committee.

The House Journral "E Vitta Shikha" of your Company received the first prizefrom Town Official Language Implementation Committee in Financial Institution category.The Official Language Committee at Corporate Office monitored the use of Hindi in alloffices and provided necessary guidance. All the computers available have been upgradedwith Unicode facility and the website of your Company has also been made bilingual for thebenefit of the shareholders and to further promote use of Hindi.

(J) Nominee Directors

Your Company appoints Nominee Directors on the Boards of some of the assisted concernsor stipulates condition for appointment of Nominee Director under certain conditions asper a Board approved Policy wherever it is considered necessary to do so which is in linewith the established practice of Institutions and Banks to monitor the performance of thecompanies where they have provided financial assistance. The underlying objective ofmaking such appointment is to help build professional management and facilitate effectivefunctioning of the Board as well as formulation of proper corporate policies andstrategies to improve productive efficiency and promote long term growth of the assistedcompanies keeping in view the overall interest of the shareholders and financialinstitutions. The feedback received from Nominee Directors act as a tool for creditmonitoring. The system of Nominee Directors is functioning effectively in your Company.

With the Companies Act 2013 coming into force the Nominee Directors on assistedconcerns have become more vigilant with regard to functioning of assisted concern as wellas reporting and reviewing the performance of the concerned company. Your Company hastaken steps to update its officers about the new Act so that they may contributeeffectively as Nominee Directors on the Boards of assisted concerns.